Item H3
MONROE COUNTY BOARD OF GOVERNORS
FIRE AND AMBULANCE DISTRICT 1
AGENDA ITEM SUMMARY
Meeting Date: October 19.2005
Bulk Item: Y es ~ No X
Division: Fire Rescue Services
Department: Fire Rescue
Staff Contact Person: Darice Hayes
AGENDA ITEM WORDING: Approval of Contract Agreement Addendum between the Fire and
Ambulance District 1 and Medtronic Physio-Control, for the preventative inspection and maintenance
of biomedical equipment in the amount of$14,709.00 for an additional one (1) year period.
ITEM BACKGROUND: In October of2003, the Board of Governors approved a contract with
Medtronic Physio-Control for preventative inspection and maintenance of biomedical equipment,
which included a provision for two (2) additional one (1) year renewal terms with approval of the
District's Governing Board. We are requesting approval to exercise the renewal clause for the second
year period, commencing November 01,2005 and ending on October 31,2006.
PREVIOUS RELEVANT BOG ACTION: On October 15,2003, the Board accepted the proposal,
and approved an agreement with Medtronic Physio-Control Corp. for the preventative inspection and
maintenance of biomedical equipment for the Fire and Ambulance District 1, in the amount of
$14,376.00 for a one year period, commencing November 01,2003 and ending October 31,2004.
On September 15,2004, the Board exercised their option to renew the contract by approving the
Contract Agreement Addendum for an additional one (1) year period for the period November 01,2004
through October 31,2005.
CONTRACT/AGREEMENT CHANGES: Contract term has changed to provide service for the
period November 01,2005 through October 31,2006. The contract sum has increased from
$14,376.00 to $14,709.00 because an additional piece of biomedical equipment (LIFEPACK 12) has
been added to the inventory.
STAFF RECOMMENDATIONS: Approval.
TOTAL COST: $14.709.00
COST TO COUNTY: $14.709.00
REVENUE PRODUCING: Yes
BUDGETED: Yes X No
SOURCE OF FUNDS: Ad ValOrem Taxes
APPROVED BY: County Atty YES
No X AMOUNT PER MONTH N/A Year
YES
DIVISION DIRECTOR APPROVAL:
DOCUMENTATION:
Included X Not Required ~
DISPOSITION:
AGENDA ITEM #
Revised 2/05
MONROE COUNTY BOARD OF COUNTY COMMISSIONERS
C01\TR.A.CT SC:\1MAR Y
Contract with: Medtronic Physio-Control Contract # -
Effective Date: November 01,2005
Expiration Date: October 31, 2006
Contract PlIIposeIDescription:
Maintenance agreement with :vledlronic Physio-Control Corp, for preventative and corrective maintenance
of biomedical equipment for Fire and Ambulance District l.
Contract Manager: Darice Hayes 6004 Fire Rescue i Stop #14
(N arne) (Ext.) (Department/Stop #)
for BOeC meeting on Oct. 19, 200S Agenda Deadline: Oct. 04, 2005
COKTRACT COSTS
Total Dollar Value of Contract: $14,709.00
Budgeted? YeslZl No D Account Codes:
Grant: $
County Match: $
Cunent Year Portion: S
lli-13001-530460
- - - -
-~~~~
- ~ - -
~---~
- - - -
-~-~~
Estimated Ongoing Costs: $ _,'yr
(Not included in dollar value above)
ADDITIOXA.L COSTS
For:
(eg. maintenance, utilitie s, janitorial, salaries, etc.)
CONTRACT REVIEW
Date In
Changes
Neede~
YesDNo~
Date Out
Division Director
Risk Management
O.~.B.lPuri-a~
~5 YesD NoCY
YesDNo~
County Attorney
OMB Form Revised 2/27/01 MCP #2
CONTRACT AGREEMENT ADDENDUM
THIS ADDENDUM TO CONTRACT AGREEMENT, made and entered into
this _ day of , 2005, by and between the Board of Governors,
Fire and Ambulance District 1 of Monroe County, Florida, hereinafter "County" and
Medtronic Physio-Control Corporation, hereinafter "Contractor", in order to amend the
contract agreement between the parties dated October 15,2003, as follows:
1. The term of the Contract Agreement, as stated in Section 4A, shall be extended
for an additional one (1) year term commencing on November 01,2005 and shall
expire on October 31, 2006.
2. In all other respects, the Contract Agreement between the parties dated October
15,2003 remains in full force and effect.
IN WITNESS WHEREOF, the parties hereunto have caused this Contract
Agreement Addendum to be executed the day and year first above written.
ZANNE A. nON
ASSISTANT C~TY);~RNEY ~ _
Date d ?
BOARD OF GOVERNORS OF THE
FIRE AND AMBULANCE DISTRICT 1
OF MONROE COUNTY, FLORIDA
Mayor/Chairman
(SEAL)
ATTEST: DANNY L. KOLHAGE, CLERK
By:
Deputy Clerk
MEDTRONIC PHYSIO-CONTROL CORP.
BY:~'~
Title: ~ cC + Covy-eJ..m ~
W1ISS:
!#) ~-
TECHNICAL SERVICE SUPPORT AGREEMENT
Medtmnic
PHYSIO.CONTROL
Contract Number:
EndUser# 03189501
MONROE COUNTY FIRE RESCUE
490 63RD ST
MARATHON, FL 33050
Bill To # 03189501
MONROE COUNTY FIRE RESCUE
490 63RD ST
MARATHON, FL 33050
This Technical Service Support Agreement begins on 11/1/2005 and expires on 10/31/2006.
The designated Covered Equipment and/or Software is listed on Schedule A. This Technical Service Agreement
is subject to the Terms and Conditions on the reverse side of this document and any Schedule B, if attached.
If any Data Management Support and Upgrade Service is included on Schedule A then this Technical Service
Support Agreement is also subject to Medtronic Physio-Control Corp.'s Data Management Support and Upgrade
Service Terms and Conditions, rev 7/99-1.
Price of coverage specified on Schedule A is $14,709.00 per term, payable in Monthly in arrears installments.
Special Terms
17% DISCOUNT ON LP12 UPGRA.DES
Accepted: MEDTRONIC PHYSIO-CONTROL CORP.
By: jJ\JVJi' e~
Title: Um<tYcd Cob'(dtVlo:tvY
Date: q..- ;} f ~ 65"
Customer:
By:
Print:
Title:
Date:
Purchase Order Number:
Territory Rep: EASS59
Montero, Sandra
Phone: 800-442-1142 x2081
FAX: 800-772-3340
Customer Contact:
Peter Lubert
Phone: 305-289-6004
FAX: 305-289-6013
When Life Depends on Medical Technology
Reference Number: S59-1297
Printed: 8/1 0/2005
Renewal
Page I of 8
MEDTRONIC PHYSIO-CONTROL CORPORATION
TECHNICAL SERVICE SUPPORT AGREEMENT TERMS AND CONDITIONS
RENEWAL TERMS
Medtronic Physio-Control's acceptance of Customer's Technical Service Support Agreement is expressly conditioned on Customer's
assent to the terms set forth in this document and its attachments. Physio-Control agrees to furnish the services ordered by Customer
only on these terms, and Customer's acceptance of any portion of the goods and services covered by this document shall confirm their
acceptance by Customer. These terms constitute the complete agreement between the parties and they shall govern any conflicting
or ambiguous terms on Customer's purchase order or on other documents submitted to Physio-Control by Customer. These terms
may not be revised in any manner without the prior written consent of an officer of Physio-Control.
REPAIR SERVICES
If "Repair" services are designated, subject to the Exclusions identified below, they shall include, for the designated Covered
Equipment, all repair parts and materials required, all required Physio-Control service technician labor, and all related travel
expenses. For offsite (ship-in) services, units will be returned to Customer by Physio-Control freight prepaid.
INSPECTION SERVICES
If "Inspection" services are designated, subject to the Exclusions identified below, they shall include, for the designated Covered
Equipment, verification of proper instrument calibration, verification that instrument mechanical operations and output
measurements are consistent with applicable product specifications, performance of an electrical safety check in accordance with
National Fire and Protection Guidelines, all required Physio-Controlservice technician labor and all related travel expenses, For
offsite (ship-in) services, units will be returned to Customer by Physio-Control freight prepaid.
DOCUMENTATION
Following each Repair and/or Inspection, Physio-Control will provide Customer with a written report of actions taken or recommended
and identification of any materials replaced or recommended for replacement.
LOANERS
If a Physio-Control product is designated as a unit of Covered Equipment for Repair Services and needs to be removed from service to
complete repairs, an appropriate Loaner unit will be provided, if available, until the removed unit is returned. Customer assumes
complete responsibility for the Loaner and shall return the Loaner to Physio-Control in the same condition as received, at Customer's
expense, upon the earlier of the return of the removed unit or Physio-Control's request.
EXCLUSIONS
This Technical Service Support Agreement does not include: supply or repair of accessories or disposables (e.g., patient cables,
recorder paper, etc.); repair of damage caused by misuse, abuse, abnormal operating conditions, operator errors, and/or acts of God;
repairs to return an instrument to normal operating equipment at the time of initial service by Physio-Control under this Technical
Service Support Agreement; case changes; repair or replacement of items not originally distributed or installed by Physio-Control;
and exclusions on Schedule B to this Technical Service Support Agreement, if any, which apply to Covered Equipment.
SCHEDULE SERVICES
Designated Repair and Inspections Services will be performed at the designated service frequency and during designated service hours.
Customer is to ensure Covered Equipment is available for Repair and/or Inspection at scheduled times. If Covered Equipment is not
available as scheduled and Customer requests additional services to be performed or if Physio-Control is requested to perform Repair
or Inspection services not designated in this Technical Service Support Agreement (due to the nature of services selected, instruments
involved not being Covered Equipment, request being outside of designated service frequency or hours, or application of the
Exclusions); Customer shall reimburse Physio-Control at Physio-Control's standard labor rates less 10% (including overtime, if
appropriate), plus standard list prices for related parts and materials less 15%, plus actual travel costs incurred,
PAYMENT
The cost of services performed by Physio-Control shall be payable by Customer within thirty (30) days of Customer's receipt of Physio-
Control's Invoice (or such other terms as Physio-Control confirms to Customer in writing). In addition to the cost of services performed,
Customer shall payor reimburse Physio-Control for any taxes assessed Physio-Control. If the number or configuration of Covered
Equipment is altered during the Term of this Technical Service Support Agreement, the price of Services shall be adjusted accordingly.
WARRANTY
Physio-Control warrants Services performed under this Technical Service Support Agreemel1t al1d replacemel1t parts provided in
performing such Services against defects in material and workmanship for l1inety (90) days from the dale a Service was performed or a
part was provided. Customer's sole remedy shall be reservicing the affected unit and/or replacement of any part determined to be
defective, without any additional Customer charge, provided Customer notifies Physio-Control of any allegedly defective conditiol1
within ten (10) calendar days of its discovery by Customer. Physio-Control makes no other warranties, express or implied, includil1g,
without limitation, NO WARRANTY OF MERCHANT AS I L1TY OF FITN ESS FO RAP ARTIC ULAR PU RPOSE, AND IN NO EVENT
SHALL PHYSIO-CONTROL BE LIABLE FOR INCIDENTAL, CONSEQUENTIAL, SPECIAL, OR OTHER DAMAGES,
When Life Depends on Medical Technology
Reference Number: S59-l297
Printed: 8/1 0/2005
Renewal
Page 2 of 8
TERMINATION
Either party may terminate this Technical Service Support Agreement at any time upon sixty (60) days prior written notice to the other,
except that Physio-Control may terminate this Technical Service Support Agreement immediately upon Customer's failure to make
timely payments for services rendered under this Technical Service Support Agreement. In the event of termination, Customer shall be
obligated to reimburse Physio-Control for that portion of the designated price which corresponds to that portion of the Term and the
scope of Services provided prior to the effective date of termination,
DELAYS
Physio-Control will not be liable for any loss or damage of any kind due to its failure to perform or delays in its performance resulting
from any cause beyond its reasonable control, including, but not limited to, acts of God, labor disputes, labor shortages, the
requirements
of any governmental authority, war, civil unrest, delays in manufacture, obtaining any required license of permit, and Physio-Control's
inability to obtain goods from its usual sources. Any such delay shall not be considered a breach of Physio-Control's obligations and the
performance dates shall be extended for the length of such delay,
MISCELLANEOUS
a) Customer agrees to not employ or offer employment to anyone performing Services on Physio-Control's behalf during the Term of
this Technical Service Support Agreement or for one (1) year following its expiration without Physio-Control's prior written consent.
b) This Technical Service Support Agreement, and any related obligation of other party, may not be assigned in whole or in part
without the prior written consent of the other party.
c) The rights and obligations of Physio-Control and Customer under this Technical Service Support Agreement shall be governed by
the laws of the State of Washington. All costs and expenses incurred by Physio-Control related to enforcement of its rights under
this document, including reasonable attorney's fees, shall be reimbursed by Customer.
When Life Depends on Medical Technology
Reference Number: S59-l297
Printed: 8/1012005
Renewal
Page 3 of 8
MEDTRONIC PHYSIO-CONTROL CORP.
TECHNICAL SERVICE SUPPORT AGREEMENT
SCHEDULE A
Contract Number:
Servicing Rep:
District:
Phone:
FAX:
Montero, Sandra, EASS59
SOUTHERN
800-442-1142 x2081
800- 772-3340
Equipment Location: MONROE COUNTY FIRE RESCUE, 03189501
490 63RD ST
MARATHON, FL 33050
Scope Of Service Ship In Repair - 2 On Site Inspections per year:M-F/8-5
Model
LlFEPAK@ 10
LlFEPAK@ 10
LlFEPAK@ 10
LIFEPAK@ 10
LIFEPAK@ 10
LIFEP AK@ 10
LIFEPAK@ 10
LIFEPAK@ 12
LlFEPAK@ 12
LlFEPAK@ 12
LlFEPAK@ 12
LIFEPAK@ 12
LlFEPAK@ 12
Part Number
804200-14
804200-14
804200-28
804200-28
804200-28
804200-49
804200-49
VLP 12-02-002269
VLP 12-02-002269
VLP 12-02-002269
VLP 12-02-002269
VLP 12-02-002269
VLPI2-02-002269
Scope Of Service
Ship In Repair Only:M-F/8-5
Model
Part Number
BATTERY SUPPORT SYSTEM 801807-12
BATTERY SUPPORT SYSTEM 801807-12
BATTERY SUPPORT SYSTEM 801807-12
BATTERY SUPPORT SYSTEM 801807-12
BATTERY SUPPORT SYSTEM 801807-12
BATTERY SUPPORT SYSTEM 801807-21
BATTERY SUPPORT SYSTEM 2 VBSS2-02-000009
BATTERY SUPPORT SYSTEM 2 VBSS2-02-000009
BATTERY SUPPORT SYSTEM 2 VBSS2-02-000009
BATTERY SUPPORT SYSTEM 2 VBSS2-02-000009
BATTERY SUPPORT SYSTEM 2 VBSS2-02-000009
BATTERY SUPPORT SYSTEM 2 VBSS2-02-000009
When Life Depends on Medical Technology
Serial Number
001137
004475
007300
007308
007327
070414
070525
13451834
13451839
13451840
13451841
13451842
13451843
Serial Number
012341
014699
017090
017116
017121
034696
11122706
11122707
13426192
13445563
13445566
13445567
Ref. Effective Expiration
Line Date Date
11/1/2005 10/31/2006
2 1111/2005 10/31/2006
3 1111/2005 10/31/2006
4 11/1/2005 10/31/2006
5 11/1/2005 10/31/2006
6 11/1/2005 10/31/2006
25 111112005 10/31/2006
7 1111/2005 10/31/2006
8 11/1/2005 10/31/2006
9 111112005 10/31/2006
10 11/1/2005 10/31/2006
11 1111/2005 10/31/2006
12 11/1/2005 10/3112006
Ref. Effective
Line Date
19 1111/2005
20 11/1/2005
21 11/1/2005
22 11/1/2005
23 11/1/2005
24 11/1/2005
13 11/1/2005
14 11/1/2005
15 11/1/2005
16 1111/2005
17 1111/2005
18 11/1/2005
Reference Number: S59-l297
Printed: 8/1 0/2005
Expiration
Date
10/31/2006
10/31/2006
10/31/2006
10/31/2006
10/31/2006
10/31/2006
10/31/2006
10/31/2006
10/31/2006
10/31/2006
10/31/2006
10/31/2006
Total
Inspections
2
2
2
2
2
2
2
2
2
2
2
2
2
Total
Inspections
o
o
o
o
o
o
o
o
o
o
o
o
Renewal
Page 4 of 8
** Denotes an inventory line that has changed since the last contract revision or addendum.
When Life Depends on Medical Technology
Reference Number: S59-l297
Printed: 8/1 0/2005
Renewal
Page 5 of 8
Contract Number:
Additional Items
Service Type
CASE CHANGE
MEDTRONIC PHYSIO-CONTROL CORP.
TECHNICAL SERVICE SUPPORT AGREEMENT
SCHEDULE A
Item
Quantity Start Date
2 11/1/2005
LP12 LIMITED CASE CHANGES
.. Denotes an additional item line that has changed since the last contract revision or addendum.
When Life Depends on Medical Technology
Reference Number: 859-1297
Printed: 8/1 012005
End Date
10/31/2006
Renewal
Page 6 of 8
MEDTRONIC PHYSIO-CONTROL CORP.
TECHNICAL SERVICE SUPPORT AGREEMENT
SCHEDULE B
LIFEP AK@ 10 DEFIBRILLA TORIMONITORIP ACEMAKER
. Paddle repairs are included. (Paddle attachments are excluded; i.e. pediatric and anterior attachments).
. Auxiliary Power Supply included when listed on equipment inventory (Schedule A).
. Pacemaker repair is included.
. Case changes are excluded.
. Pacing and patient cables are excluded.
. F AST-P A TCH@ adapters and QUIK-COMBO'IM pacing/defibrillation adapters are included.
. Medtronic Physio-Control@ Battery Support System included when listed on equipment inventory (Schedule A).
. Repair coverage for Medtronic Physio-Control@ ECG, Pacing and Defibrillation Simulators included.
Medtronic Physio-Control@ Battery Pak
. Customer retains the responsibility to perform the battery maintenance and evaluation procedures outlined in the
service manual and to replace batteries that do not pass the conditions outlined under "Discarding/Recycling Batteries."
Batteries failing to meet battery performance tests should be removed from service and properly discarded (recycled),
. If customer provides evidence that a Medtronic Physio-Control Battery Pak fails to meet the performance tests
noted above andlor the Battery Pak age exceeds 2 years, Medtronic Physio-Control shall replace said Medtronic
Physio-Control Battery Pak (like for like) i.e. F ASTP AK for F ASTP AK, up to a maximum of 4 Medtronic Physio-Control
Battery Paks every two years (including prior Support Plan periods) per LIFEP AK@l 0 defibrillatorlmonitorlpacemaker
(listed on Schedule A). To assist in proper recycling and removal oflow capacity batteries, replaced Battery Paks
become the property of Medtronic Physio-Control and must be returned at the time of exchange.
. Only batteries manufactured by Medtronic Physio-Control are covered under this Service Agreement. Any
batteries manufactured by other sources are expressly excluded from coverage under this Service Agreement.
Medtronic Physio-Control cannot guarantee the operation, safety and/or performance of our product when
operating with a non-Medtronic Physio-Control battery. Repairs and inspections performed under this Agreement
meet original equipment manufacturer's product specifications only when operating with a Medtronic Physio-Control
battery. Any repairs, as determined by a Medtronic Physio-Control Service Representative, resulting from the use of
a non-Medtronic Physio-Control battery, will be billed at our standard list prices for parts and labor, including actual
travel charges incurred.
When Life Depends on Medical Technology
Reference Number: S59-l297
Printed: 8/1 0/2005
Renewal
Page 7 of 8
MEDTRONIC PHYSIO-CONTROL CORP.
TECHNICAL SERVICE SUPPORT AGREEMENT
SCHEDULE B
LIFEPAK@ 12 DEFIBRILLATORIMONITOR
Battery Support System included when listed on equipment inventory (Schedule A).
. Battery Support System 2 included when listed on equipment inventory (Schedule A).
. AC Power Adapter included when listed on equipment inventory (Schedule A).
. DC Power Adapter included when listed on equipment inventory (Schedule A).
. Defibrillator paddle repairs are included (excludes intemal, sterilizable and pediatric paddles).
. Communications and Patient cables are excluded.
. PCMCIA Modems are excluded.
. Therapy cables are excluded.
. Sp02 Sensors are excluded.
. Case Changes are excluded.
. Discount of 17% from the field installed list price for any current and/or future available LIFEPAK@12 upgrade is
included when installed by Medtronic Physio-Control Technical Services.
. Discount of 17% from list price for any Medtronic Physio-Control@ Data Management product is included.
. Discounts may not be combined with any other special terms, discounts and!or promotions.
Medtronic Physio-Contro1 Fastpak@, Fastpak 2, Lifepak SLA and Lifepak NiCd Battery
. Customer retains the responsibility to perform the battery maintenance and evaluation procedures outlined in the
operating instruction manual and to replace batteries that do not pass the conditions outlined under "Discarding!
Recycling Batteries." Batteries failing to meet battery performance tests should be removed from service and properly
discarded (recycled).
. If customer provides evidence that a Medtronic Physio-Control Battery Pak fails to meet the performance tests noted
above and/or the Battery Pak age exceeds 2 years, Medtronic Physio-Control shall replace said Medtronic
Physio-Control Battery Pak (like for like) i.e. F ASTP AK for F ASTP AK, F ASTP AK2 for F ASTP AK2, LIFEP AK SLA for
LIFEP AK SLA, or LIFEP AK NiCd for LIFEP AK NiCd, up to a maximum of 4 Medtronic Physio-Control Battery Paks
every two years (including prior Support Plan periods) per LIFEP AK@ 12 defibrillatorlmonitor (listed on Schedule A).
To assist in proper recycling and removal of low capacity batteries, replaced Battery Paks become the property of
Medtronic Physio-Control and must be returned at the time of exchange.
. Only batteries manufactured by Medtronic Physio-Control are covered under this Service Agreement. Any
batteries manufactured by other sources are expressly excluded from coverage under this Service Agreement.
Medtronic Physio-Control cannot guarantee the operation, safety andlor performance of our product when
operating with a non-Medtronic Physio-Control battery. Repairs and inspections performed under this Agreement
meet original equipment manufacturer's product specifications only when operating with a Medtronic Physio-Control
battery. Any repairs, as determined by a Medtronic Physio-Control Service Representative, resulting from the use of
a non-Medtronic Physio-Control battery, will be billed at our standard list prices for parts and labor, including actual
travel charges incurred.
Lifepak@12 Software Updates
. If combined Repair and Inspection services are designated on the Technical Service Support Agreement inventory
for Lifepak 12 units, at the customer's request, a Medtronic Physio-Control Technical Services Representative will
install Lifepak 12 software updates at no additional charge provided it is installed at the time of a regularly scheduled
inspection. In addition during the term of this agreement, where an assembly such as a printed circuit board must be
replaced in order to install the new software, these assemblies may be purchased by the customer at a 50% discount
off the current list price of a new assembly. Software updates requested to be installed at a time other than the regularly
scheduled inspection will be billed at $205 per unit per software update. The cost of the software update will be billed
on a separate invoice.
. If Repair-Only services are designated on the Service Order inventory for Lifepak 12 units, at the customer's request
a Medtronic Physio-Control Technical Services Representative will install a Lifepak 12 software update at a discounted
price of $205 per unit per software update. In addition during the term of this agreement, where an assembly such as a
printed circuit board must be replaced in order to install the new software, these assemblies may be purchased by the
customer at a 50% discount off the current list price of a new assembly. The cost of the software update will be billed
on a separate invoice.
. Discounts may not be combined with any other special terms, discounts andlor promotions.
When Life Depends on Medical Technology
Reference Number: 859-1297
Printed: 8/1 012005
Renewal
Page 8 of 8
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! COMBINED SINGLE LIM IT
A A UTOMOBI L ~ LIA BI LITY
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X : ALL OW NE D AlITOS
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X HIRED AUTOS
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BOClIL Y iNJURY
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EXC~SS LIABlLITY
UMaRELLA FORM
A
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WORKERS COMP~NSATION AND
EMPLOYERS' LIABILITY
iWLRC44187383 (AOS)
ISCFC44187280 (WI)
X ; INCl ,WLRC44187395 (MO. NC. NE, NJ
EXCL & OK)
05/01/05
05/01/05
: 05/01/05
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05.101/06
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P ARTN ERSIEXECUTIVE
OFFIC E RS ARE:
T R
OESCFI.IPTlON OF OPERATlONSILOCATIONSIVEHICLESISPECIAL ITEMS
THE MONROE COUNTY BOARD OF COUNTY COMMISSIONERS. ITS EMPLOYEES & OFFICIALS IS NAMED AS ADDITIONAL INSURED UNDER
GE NERAL AND AUTO LIABILITY AS REQUI RE 0 BY W RITTE N CONTRACT.
$
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10,000,000
10,000,000
1,000,000
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$
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CANCELLATION
SH.::;.LLC. A Tf c= TI-.E ?:JLlCIES ~ES.:::;:13~[j H:::::;::::iN B~ CANCELLED l3t::fOR~ "tHE. EEXPIRATION OJl,TE THE;:r;:E;OF",
TH=. J,Sl...F\~Fi: ,il.==O~:::IN:;. ::::OV:::~.Ac.E; .,:~ Il.i. E;;-..:"DEA.I/OR TO MA.!L -3.0.. DAYS WRITTEN NOncE TO THE
:::e::::-U:::.4TE; :-L:.D=.R '~At.q;D I-.E;RI;."\, pI... - ;:-A.ILl..'RE TO :-'Mll S.UCH NOTICE SHAlL IMPOSE NO OBLlGAIlON ol=i:
MONROE COUNTY BOARD OF COUNTY
COMMISSION ERS
RISK MANAGEMENT DEPT.
1100 SIMONTON STREET
KEY WEST, FL 33040
L!":'.s LIlY CF ';;'.1\", ~ 1\[;:.I..I~.:;~~ TH:: :'..:SI.,..F\.5.F<: A~~OF<::-IN~ CoveRAGE:, ITS A.C":iENT$ OR RE;P'R!;5E;NTATIVE;:3. OR 11-lE
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MARSH U SA I NC,
SY, Jan M. Oxendale
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Sep 12 2005 11:05AM Fire Rescue
305-289-6336
p.2
CONTRACT AGREEMENT ADDENDUM
THIS ADDENDUM TO CONTRACT AGREEMENT, made and enteied into
this 21st day of September ,2004, by and between the Board of Governors,
Fire and Ambulance District 1 of Monroe County, Florida, hereinafter "County" and
Medtronic Physio-Control Corporation, hereinafter "Contractor", in order to amend the
contract agreement between the parties dated October 15, 2003, as follows:
1. The teon of the Contract Agreement, as stated in Section 4A, shall be extended
for an additional one (1) year term commencing on November aI, 2004 and shall
expire on October 31,2005.
2. In all other respects, the Contract Agreement between the parties dated October
15,2003 remains in full force and effect.
IN WITNESS WHEREOF, the parties hereunto have caused this Contract
Agreement Addendum to be executed the day and year fiTst above written.
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ATfEST: DANNY L. KOLHAGE, CLERK.
BY:..f),~~. &V~~
Deputy Clerk
WITNESS:
BOARD OF GOVERNORS OF THE
FIRE AND AMBULANCE DISTRICT 1
OFM4~~~
Mayor/Chairman
,. J;.L'icr~ C:::>I...~>~ -, ;'.I~-.;-
""pp 'f I/ED i",.':; .::J ;:
AGREEMENT
This Agreement made and entered into this 15 th day of Oc tober ,
2003, by and between the Board of Governors, Fire and Ambulance District 1 of Monroe County,
Florida, hereinafter "COUNTY" and Medtronic Physio-Control Corporation, hereinafter
"CONTRACTOR".
WHEREAS: That the parties hereto, for the consideration hereafter set forth, mutually
agree as follows:
1. SCOPE OF THE WORK
The CONTRACTOR shall furnish all labor, materials, equipment, machinery,
tools, apparatus and transportation and perform all other work as described in the
Specifications for the Preventive Inspection and Maintenance of Biomedical Equipme!1t
for the Board of Governors: all of which are hereto attached and made part of this ..:;^,
Agreement by reference.
2. CONTRACT Sillvf
The COUNTY shall pay to the CONTRACTOR a total amount of$14,376.00
for the faithful performance of the Contract, in lawful money of the United States. This
will be paid in 12 equal monthly installments, on the first of the month for the preceding
month after invoice rendered by Contractor.
3. GENERAL PROVISIONS
A. The CONTRACTOR agrees to indemnify the COUNTY and hold the COUNTY
harmless from and against all claims, damages, losses and expenses, including
reasonable attorneys' fees in any action arising out of performance of the work
herein, including bodily injury, illness or death, or for property damage including
loss of use, resulting from the CONTRACTOR'S work.
B. The CONTRACTOR warrants that it has not employed, retained or otherwise had
act on its behalf any former County officer or employee subject to the prohibition
of Section 2 or Ordinance No. 010-1990 or any County officer or employee in
violation of Section 3 of Ordinance No. 010-1990. For breach or violation of this
provision the COUNTY may, in its discretion, terminate this Contract without
liability and may also, in its discretion, deduct from the Contract or purchase price
or otherwise recover, the full amount of any fee, commission, percentage, gift or
consideration paid to the former County officer or employee.
C. Before beginning work under this Contract, the CONTRACTOR must provide
evidence satisfactory to the COUNTY'S Risk Management Director that the
CONTRACTOR has in force and affect the insurance required in the contract
specifications (General Conditions, Paragraph 5) and in Exhibit A.
Page 1 of 5
4. CONTRACT TERM
A. The Contract shall commence on November 1, 2003 and shall expire one year from
that date on October 31, 2004. The Contract may be renewed for two (2)
additional one (1) year terms at the option of the COUNTY. The COUNTY shall
exercise the option by a written notice to the CONTRACTOR, 30 days before
expiration of the original term.
B. The CONTRACTOR shall not be held liable for delay in delivery caused by
strikes, inability to obtain materials or equipment, production or manufacturing
problems and all other causes beyond the CONTRACTOR'S control. The
CONTRACTOR shall not be liable for any incidental damages caused by delays
in delivery.
C. Monroe County's performance and obligation to pay under this contract, is
contingent upon an annual appropriation by the Board of County Commissioi1~rs
of Monroe County.
5. CONTRACTOR'S ACCEPTANCE OF CONDITIONS
The CONTRACTOR understands all provisions of this Contract and of the
Specifications and agrees to their sufficiency for the work to be done. Under no
circumstances, conditions or situations shall this Contract be more strongly construed
against the COUNTY than against the CONTRACTOR.
6. PAYMENT
A. The CONTRACTOR shall invoice the COUNTY, in accordance with the pricing
and terms as outlined in the Contract documents. Invoices shall be submitted to
the Monroe County Fire Rescue, 490 63rd Street, Ocean, Suite 170, Marathon,
Florida 33050, for approval and processing.
B. All payments shall be made directly to the CONTRACTOR at the
CONTRACTOR'S office, Medronic Physio-Control Corporation, 11811 Willows
Rd., N.E., Redmond, WA 98073.
7. INDEPENDENT CONTRACTOR
At all times and for all purposes hereunder CONTRACTOR is an independent
contractor and not an employee of the COUNTY. No statement contained in this
Agreement shall be construed so as to find the CONTRACTOR or any ofhislher
employees, contractors, servants or agents to be employees of the COUNTY and they shall
be entitled to none of the rights, privileges or benefits of employees of the COUNTY.
Page 2 of 5
8. COMPLIANCE WITH LAW
In providing all services pursuant to this Agreement, the CONTRACTOR shall
abide by all statutes, ordinances, rules and regulations pertaining to, or regulating the
provisions of such goods, including those now in effect and hereinafter adopted. Any
violation of said statutes, ordinances, rules or regulations shall constitute a material
breach of this Agreement and shall entitle the Board of County Commissioners to
terminate this Contract immediately upon delivery of written notice of termination to the
CONTRACTOR.
9 . SUBCONTRACTING/ASSIGNMENT
CONTRACTOR shall not assign, sublet, subcontract, sell or transfer any interest in
this Contract without the prior \vritten consent of the COUNTY thereto.
10.
NOTICE - GENERAL
Any notice or notices required or permitted to be given pursuant to .tliis Contract
may be personally served on the other party by the party giving such notice or may be
served by certified mail, return receipt requested, to the following addresses:
COUNTY:
Monroe County Fire Rescue
490 63rd Street, Ocean, Suite 170
Marathon, Florida 33050
CONTRACTOR:
Medtronic Physio-Control Corporation
11811 Willows Rd., N.E.
Redmond, WA 98073
11. ANTI DISCRIMINATION
CONTRACTOR agrees they will not discriminate against any of their employees
or applicants for employment or against persons for any other benefit or service, because
of their race, color, religion, sex or national origin, or physical or mental handicap where
the handicap does not affect the ability of an individual to perform in a position of
employment and to abide by all Federal and State laws regarding non-discrimination.
12. NON WANER
Any waiver of any breach of covenants herein contained to be kept and performed
by the CONTRACTOR shall not be deemed or considered as a continuing waiver and
shall not operate to bar or prevent the COUNTY from declaring a forfeiture for any
succeeding breach either of the same conditions or covenants or othenvise.
Page 3 of 5
13. CONTRACTOR - GENERAL
The CONTRACTOR warrants that it is authorized by law to engage in the
performance of the activities encompassed by the program herein described, subject to the
terms and conditions set forth in the Attachment, which is attached hereto and
incorporated herein as part of this Agreement.
Each of the signatories for the CONTRACTOR, below, certifies and warrants
that:
A. The CONTRACTOR'S name in this Agreement is the full name as designated its
corporate charter, if CONTRACTOR is a corporation; otherwise,
CONTRACTOR'S name is the business entity, whether partnership or sole
proprietorship, under which CONTRACTOR normally conducts business.
B.
They are empowered to act and contract for the CONTRA.CTOR and
.-:~j", .
C. This Agreement has been approved by the Board of Directors of CONTRACTOR,
if CONTRACTOR has a corporation.
14. ENTIRE AGREEMENT
This Agreement constitutes the entire Agreement of the parties hereto with respect
to the subject matter hereof and supersedes any and all prior agreements with respect to
such subject matter between CONTRACTOR and the Fire Rescue office or the m
COUNTY.
15. CONSENT TO JURISDICTION
This Agreement, its performance and all disputes arising hereunder, shall be
governed by the laws of the State of Florida and both parties agree that a proper venue for
any action shall be Monroe County.
16. CONDITIONS OF TERMINATION
A. The performance of work or provision of goods under this Agreement may be
terminated, delayed or temporarily suspended by the COUNTY, in whole or in
part, from time to time, wherever the COUNTY shall determine that such
termination is in the best interest of the COUNTY. The COUNTY shall pay all
reasonable costs incurred by the CONTRACTOR up to the time of termination
and all reasonable costs to the CONTRACTOR associated with termination.
B. If the CONTRACTOR fails to fulfill the terms of this Agreement or attachments,
properly or on time or otherwise violates the provisions of the Agreement or of
applicable laws or regulations governing the use of funds, the COUNTY may
terminate the Contract by written notice of 15 days. The notice shall specify
cause. The COUNTY shall pay the CONTRACTOR fair and equitable
compensation for expenses incurred prior to termination of the Agreement, less
Page 4 of 5
any amount of damages caused by the CONTRACTOR'S breach. If the damages
are more than compensation payable, the CONTRACTOR will remain liable after
termination and the COUNTY can affirmatively collect damages.
A person or affiliate who has been placed on the convicted vendor list following a
conviction for public entity crime may not submit a bid on a contract to provide
any goods or services to a public entity, may not submit a bid on a contract with a
public entity for the construction or repair of a public building or public work,
may not submit bids on leases or real property to public entity, may not be
awarded or perform work as a contractor, supplier, subcontractor, or consultant
under a contract with any public entity, and may not transact business with any
public entity in excess of the threshold amount provided in Section 287.017, for
CATEGORY TWO for a period of36 months from the date of being placed on
the convicted vendor list.
IN WITNESS WHEREOF, the parties hereto have executed this Contracdhe day
and year first above written. .
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Att~-'"' ;::5 :1.;j(6:i~age, Clerk
-~~.....- ........
BYj),,J]jO &J)~
Deputy Clerk-
BOARD OF GOVERl"J"ORS OF
FIRE AND AMBULANCE DISTRICT 1 OF
MO! COUNTY, FLORIDA
~ Jtt~
MA YOR/CHAIR1vfAN
BY:
(CORPORATE SEAL)
~~:est~~
Title: 0'/. tus+ ~~C:SlA.ftVUL'50V
MEDTRO.PjIC PHYS~O-CONTROL CORP.
By: J./L.uv7 . fU/J
Title: Cort fr cuf (OlJr dine-IvY
Page 5 of 5